


it's gonna be the future soon (and i won't always be this way)

by agentmmayy



Series: Back to the 90's [1]
Category: Agents of S.H.I.E.L.D. (TV)
Genre: 90's Phil Coulson, Explicit Sexual Content, F/M, Female Ejaculation, Oral Sex, Plot What Plot/Porn Without Plot, Time Travel, Vaginal Fingering, Vaginal Sex
Language: English
Status: Completed
Published: 2018-10-06
Updated: 2018-10-06
Packaged: 2019-07-25 21:21:27
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 15,151
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16205903
Author URL: https://archiveofourown.org/users/agentmmayy/pseuds/agentmmayy
Summary: When the team go through the Monolith for the second time to leave the future, Melinda gets sent back just a little farther than the others. She finds herself in the late 90′s and face to face with a nearly 20 years younger Phil. Exhausted, confused, and trying to figure out how to explain a liquefying rock, the last thing Melinda expects is for old feelings she had repressed to begin resurfacing at the sight of this younger Phil.





	it's gonna be the future soon (and i won't always be this way)

**Author's Note:**

> so as you may or may not know, i am a *little* obsessed with 90's Phil Coulson from the Captain Marvel trailer and decided that there was a need for 90's Phil smut with present age Melinda, so this was born. only, it spiraled out of control into just longer than 15k and picked up a plot and a whole series along the way. anyway, I hope you enjoy! :) and a HUGE thank you to al (lazyfish) who encouraged me along the way with this :)

There was chaos around her.

Fitz was yelling. They were missing half their team. Footsteps were echoing in the hallway. Tess was dragging Flint back and away from the hovering monolith before them. Beneath the harsh white lights of the Lighthouse, the limestone of the rock glowed. It was beginning to take shape, towering over them as rocks continued to piece together.

“It’s ready,” Flint announced as a final piece floated into place.

“Deke!” Fitz screamed into the communicator. “Is the portal ready?”

The response he was looking for was lost in a blur as the footsteps became louder. More voices echoed down the hallway, but Melinda drowned them out. All that mattered was the two people before her. Daisy was still out cold in Phil’s arms, and Phil was still staring forward at the reconstructed monolith.

“Guys?” Flint spoke up. “It’s doing something.”

Before them, the monolith began to shift, liquifying only slightly before solidifying again.

Time was running out.

Then, there was a panicked scream. Tess hurriedly dragged Flint from the room. A faint tinny voice from the communicator crackled amongst the noise before the rock seemed to melt, gushing down the steps and straight to them.

Phil was the last thing Melinda saw before her vision went white then black as the liquified rock swept over them.

What felt like hours but could have only been a few seconds, Melinda felt herself being shoved out of the darkness, the white around her abruptly disappearing with a loud crackling noise. She stumbled, her leg briefly giving out, but caught herself. Relief tempted to sweep through her, but Melinda held it back.

Just because she went through the portal didn’t mean it worked.

Immediately, she glanced to her side, expecting to see Phil and Daisy there, but there was only blank space. When Melinda glanced to her other side, she found the same thing. None of her teammates were with her.

It was easy to begin to panic, but Melinda remained calm and began to assess the room she was in.

The ceilings were short, the supporting walls thick and gray. Exposed pipes lined the walls, dripping onto the floor. The various tanks and controls in the room cast shadows from the artificial light streaming in. Melinda recognized where she was, and the perpetual damp, claustrophobic feel the room gave her.

She was back in the Lighthouse.  

Frustration, confusion, and fear coursed through her. Did Flint’s monolith not work? Was she still in the future? Where were Phil and Daisy?

Then, her name broke the silence, spoken hesitantly. “Melinda?”

Melinda whipped around, her hands automatically coming up into fists before her. She knew that voice, loved it even. It sounded different, though, and Melinda became more defensive as she peered into the darkness before her.

Just behind the darkness a few yards away from her were two people, agents, if the way they held their guns before them was any indication. A flashlight beamed onto her and Melinda squinted her eyes, unused to the brightness.

Another voice filled the room. The usual unflappable tone was full of confusion. "Agent May?"

Melinda lowered her hands, echoing the confusion as she asked, “Director Fury?”

Stepping out of the darkness was indeed Nick Fury.

He was missing his trademark long black trench coat, but that wasn’t the only usual thing. No, Fury was about twenty years younger. The skepticism in his face was the same as well as the eyepatch covering his eye, but that too was different. It reminded Melinda of when he had first lost his eye, back in the nineties.

The realization of where she was felt like a bucket of cold water being poured over her, especially as a barely thirty-year-old Phil stepped out of the darkness. He looked exactly how Melinda remembered him from the mid-nineties, annoying quaff and all.

Younger Phil lowered his gun. “Melinda?” He asked. “Is it you?”

Part of Melinda wanted to roll her eyes because of course, it was her, she didn’t look _that_ different, but the more sensible part of her made her step away from where she was standing in case the monolith suddenly decided to somehow snatch her away once more. Only, before she could walk toward the two men before her, their guns were drawn though Fury’s grip was slacker than Phil’s.

“How do we know you’re really May?” Phil demanded. At his tone, it felt like Melinda was back on the Bus under his scrutiny. “How do we know you’re not a Skrull?”

“A what?” Melinda asked. She didn’t need his nonsense now. All Melinda wanted to do was find out the year she was in and then sleep until the present year. “Phil, come on.”

Fury put his gun back into hiding, sliding it into his suit pocket. “I believe her.”

Phil faltered, glancing at the man beside him. “Sir?”

“You can put your gun away, Cheese,” Fury told him before turning back to Melinda. His one eye darted to the empty space behind her that she had suddenly come out of.

“You just appeared out nowhere,” he said. “How the hell did that happen?”

“Time travel,” Melinda supplied, not knowing how to describe a rock that liquefied and was technically a portal.

“Time travel?” Phil asked, lowering his gun fully. He slipped it into his suit pocket as Fury had. “So that’s a thing?”

“Get used to it,” Melinda said dryly before she could stop herself. “It won’t be the weirdest thing you’ll see.”

“We’ll discuss this further somewhere else,” Fury spoke before Phil could ask any questions. With a turn that was missing the flare of a trench coat, he began to walk out of the room. “Come on.”

Both Melinda and Phil rushed to join him. Melinda ignored the ache in her leg as she kept up with the two men. The whole time they walked, Melinda could feel Phil’s glances.

“Is this the Lighthouse?” Melinda asked as they walked into hallways she had never been down and passed floors she had never been to, just to be sure.

“Is that what this ugly thing is called?” Fury asked. “They weren’t very creative in the seventies, now were they?” 

They weren’t. The Lighthouse even back in the nineties was as dark and depressing as in 2091, even 2018 most likely if that’s where the rest of her team was. Melinda hated it. She also hated how she kept looking over her shoulder as if she expected the Kree to appear any minute or hear the food alarm going off. Phil’s glances grew more concerned as he watched her and a few times he followed her eyes, peering at tall pillars and dark corners.

After a few minutes of walking, Fury stopped before a door on a floor which Melinda so far hadn’t been on.

It was lighter up there, closer to the top she assumed, but still sent unease up her spine.

The door opened to reveal what looked like an office albeit it was extremely dusty and unused. But, Fury leaned up against the desk placed in there as if it was his office. Melinda and Phil were left standing before him, though Phil made sure to angle himself to face Melinda.

“First a woman falls from the sky, and now one appears out of thin air,” Fury stated. “Tell me what I’m supposed to make of this, Agent May. How the hell did this happen?”

“I’m from the future, sir.”

There was a tense, stunned silence before Fury muttered, “Motherfucker.”

“The future?” Phil repeated, confusion deepening his young features even though his eyes lit up in curiosity. “Are there flying cars?”

Melinda thought to Lola and how Phil didn’t yet know what exactly the car was capable of. “Sort of.”

“Are you here to warn us about some apocalyptic event?” Fury spoke before Phil could ask any more questions. “Another alien invasion?”

“No,” Melinda said. “It already happened. My team and I took care of it.”

"What are you wearing?" Phil asked. Stepping back, he took a quick scan of her body, noting the grime and filth that covered her, and the homespun, nearly threadbare clothing. His eyes darted back to Melinda’s face, which, like the rest of her body, was grubby. "Where exactly did you come from?”

"It's a long story.”

Fury leaned forward. “Do tell.”

“Can it wait until tomorrow, sir?” Melinda asked. She was exhausted, filthy and in pain. “Time travel isn’t easy.”

“Why not,” Fury relented. “Where are you going to go, May? This base isn’t yet equipped for an overnight stay, and you can’t go to your home,” Fury said. “You might give that psychologist of yours a heart attack."

Andrew. That was right. She had been happily married in the late 90’s. Melinda’s heart clenched at the thought of Andrew. If she could just see him one more time and not from the pictures she still had. Even though she wasn’t in love with Andrew and hadn’t been for a while, Melinda still loved him. But she couldn’t handle seeing him young and vibrant, not when she still had memories of him as Lash.

“She can stay with me,” Phil spoke up, glancing at Melinda.

Fury nodded, not waiting for Melinda’s approval or opinion. “We’ll meet back here tomorrow at twelve hundred hours.”

Twelve hundred hours was unusually generous, but Fury didn’t need two eyes to see how exhausted Melinda was. With the way her body ached, Melinda was sure she could sleep right where she was standing and not wake until however long it was until twelve hundred hours, perhaps even longer.

Phil nodded before making his way to the door. “See you tomorrow, sir.”

Melinda turned to follow Phil, but as she was about to walk out the door, she couldn’t resist. She turned around, meeting eyes with Fury as she said, “You’re going to lose the bet, sir.”

Fury’s expression shifted in confusion before annoyance and shock. “Get the hell out of my office, agent.”

“Yes, sir.”

This time of night, Melinda assumed it was late since there were no other agents milling around, the Lighthouse was quiet. There were no groans of the walls or steaming pipes to accompany the two of them as they walked to Phil’s car. The silence was somewhat annoying, especially with how many questions Phil clearly was holding back from asking. His shoulders were tense, and his hands didn’t stop fidgeting.

"You're not as shocked as I expected," Melinda spoke up, looking to Phil.

"Yeah, well.” Phil puffed his chest a little as he replied. “This isn't my first rodeo.”

That's right. If Phil had been accusing her of being a Skrull that meant it was after his first big mission. "How long ago was Carol here?"

"How do you-" Phil began but paused. "That's right; you're from the future." He studied her for a moment before asking, “What else can you tell me?”

“I’m afraid that’s classified.”

“Mel!”

It felt _so_ good to be able to tease Phil again.

Melinda didn’t realize how much she had missed it, or the effortless light humor that they shared between them. Present day Phil wasn’t nearly as carefree as this one. The weight of the world had worn him down as well as all they had been through.

The thought of what present-day Phil was doing at the moment crept into Melinda’s mind, immediately followed up by worry. Had they made it back? Or were they still in the hell they had tried to escape from? Melinda didn’t know, and it irked her.

Phil sensed her change in disposition and remained quiet for the rest of the ride. He kept glancing over at her with concern etched into his younger features. It reminded Melinda so much of her present-day Phil that it hurt.

Soon, they reached their destination and Melinda tried to leave her worries behind as she exited the car. There wasn’t anything she could do about the situation now, so it was a waste of energy to try and think she could.

Phil’s apartment was just as Melinda remembered. It was a somewhat spacious two bedroom with one bath, sparsely decorated, and with an insane amount of security. It wasn’t that Phil didn’t live in a nice area, because he did, it was just that Phil was extremely paranoid.

There was one key lock, a slide lock, and a keypad that was only visible below the apartment numbers on the wall when Phil gave his fingerprint. He had successfully unlocked the two others but was fumbling over the keypad one. Even as young as he was, Phil still couldn’t remember the digits to enter his own apartment.

“Seven, two, one, nine, eight, eight,” Melinda said over Phil’s frustrated mutters.

Phil glanced at her, confused and defensive. “How do you-“

Melinda gave him a flat look.

He nodded, turning back to the keypad. “Right,” Phil said as he typed the numbers in. “The future.”

No sooner did he type the last number in, the keypad lit up green, indicating it was the correct pattern.

“Weird numbers to pick,” Phil said offhandedly as he swung the door open. He hadn’t chosen the sequence, Melinda remembered, it was a random one assigned to the technology.

Melinda only nodded, trying to hide her smile. She didn’t tell him what those numbers would one day mean to him, to them both.

Upon entering the apartment, Melinda let go of the relief she had been holding back. She breathed out before breathing in, feeling herself calm down more. There was a Captain America mug on the counter, a half-empty bag of powder donuts next to the stove, and sticky notes on the fridge door. This was familiar.

“Please take your shoes off,” Phil said though Melinda already had. “Um, I don’t have the guest bedroom set up yet, but I’m sure-“

Melinda cut his rambling off. “I need to shower.”

“Right,” Phil agreed, once again glancing over her soiled clothing and body. “Yeah, you definitely need to do that. The bathroom is-“

But Melinda was already on her way, walking down the hallway to the bathroom stationed just behind the kitchen, leaving Phil in the dust her dirty clothes and shoes left behind.

Once entering the bathroom, Melinda didn’t spare a second to look at herself in the mirror as she went straight to the shower and bath combo. Quite frankly Melinda wasn’t even sure she wanted to know what she looked like after spending a week in space and in the future no less.

Quickly, she turned the water on and while waiting for it to warm up, Melinda stripped. She was slower doing that, careful not to snag any injuries, but still efficient.

The sigh that left Melinda upon feeling the hot water beat against her skin reverberated in the small space.

The adrenaline coursing through her veins was beginning to wear off with the feel of the hot water. She was finally safe. Not home yet, but safe, and the thought relaxed her mind. Melinda had the sudden desire to sit and take a bath, but she didn’t allow herself to. Instead, Melinda reached for Phil’s body wash and began to clean away the filth from her skin.

Melinda spent a good portion of time in the shower. She washed her body at least three times and her hair the same amount, insistent on getting rid of all the filth the future had tarnished her with. Soon though, she was stepping out onto the bath mat, shivering from the sudden change in temperature as she exited the shower.

Just as Melinda was securing a towel around herself, there was a knock on the door.

Melinda opened it to Phil who, at the sight of her wrapped in a towel, relaxed from his suddenly rigid state. But, he didn’t begin to talk. Instead, his eyes were glued to her exposed and still glistening collarbones.

Melinda impatiently leaned on the doorframe. “Yes?”

Her question jolted him. “I have some clothes,” Phil said, holding up the bundle in his hands as evidence. “They’re actually yours. I think you left them here a while ago.” He shook his head. “Anyway, I couldn’t find any underwear.” There was an awkward pause. “Or a bra.”

“That’s fine.” Melinda took the clothes, shifting her towel to do so but not without noticing how Phil’s eyes followed the fabric, and how his Adam’s apple bobbed. “Thank you.”

“N-no problem.”

After closing the door, Melinda dressed within minutes, sliding on the thin cotton shorts and old Academy shirt that had indeed been hers. Why her past-self had left them over at Phil’s, Melinda couldn’t remember, but she was glad she did. Putting on clothes that weren’t about to fall apart or stained with blood and who knows what else came in a close second to taking a shower after so long.

No more than ten minutes later, Melinda exited the bathroom, feeling much lighter and cleaner than she had in the past week.

The wood floors were cold under her bare feet as she walked back into the living area where Phil was. At her entrance, he perked up, setting down the stack of mail he had been sifting through. His eyes took in Melinda’s form, pausing briefly over her chest before dropping to the floor.

He cleared his throat. “You look better.”

“I feel better.”

After dressing in the bathroom, Melinda had focused on the other aspects of cleaning herself up.

With as little hair he had, Phil did own a hairbrush. Melinda had brushed her wet hair out, shivering slightly as water dripped from the ends and spattered her arms in cold drops. She had tucked her hair behind her ears as she brushed her teeth with the extra toothbrush Phil owned.

Phil gestured to the clothing held in her hand. “What do you want to do with those?”

“Throw them out,” Melinda said, handing him the clothing as she neared him. “Burn them. Cut them up. I don’t care. Just get rid of them.”

Phil’s eyebrows rose, but he didn’t question her. The clothes were disgusting. “Okay.” He tossed them into the kitchen trashcan before asking, “Are you hungry? I can make you something-“

“All I want to do is sleep,” Melinda interrupted him.

At her confession, Phil’s eyebrows shot up on his forehead, not because of the confession itself, but the situation. “Uh.” He lifted a hand to scratch at the back of his neck, a typical nervous tick. “I haven’t set up the guest bed yet.”

“I can sleep on the couch.”

“No,” Phil immediately denied, shaking his head. His eyes shifted back to Melinda’s body, noting all the bruises and scars that adorned her. “No- you take my bed, I can sleep on the couch.”

Melinda wasn’t going to argue. If she couldn’t spend a night in her own bed yet, Phil’s would make do. “Fine.”

He was staring at her. Melinda raised an eyebrow. She was growing tired of his constant glances and lingering gazes and more so demanded than asked, "What."

Phil paused but didn't blush or look away. He openly studied her, his brow furrowing in a familiar way. "You're different."

Different? Melinda didn’t think she had visibly aged too much since the late nineties, but then she realized.

Bahrain hadn't yet happened.

It hit Melinda harder than a ton of bricks. She could go to her younger self, tell her not go, not to take that mission, or change the orders, or- but Melinda couldn't do that, no matter how much she wanted to. She had come to terms with a part of herself dying instead of hundreds if not thousands of people as the Framework had shown. Melinda couldn’t allow that to happen in reality no matter how much a tiny part of her wanted to. She was selfish enough staying here for this long already.

"That's what happens in Shield." Melinda settled with that vague explanation.

She couldn’t tell Phil about Bahrain because she knew he would try and stop her other self from going, try to spare her that pain. It had also taken Melinda nearly more than ten years to finally tell him the truth about what had happened and when she had, it wasn’t on her own accord. He couldn’t know yet.

Her answer wasn’t fulfilling enough for Phil. He kept his gaze on her for a moment longer, clearly trying to figure it out. "Yeah, but-" Phil broke off, shaking his head. "Never mind."

To Melinda, Phil was different too. Obviously, the main factor was because he was twenty years younger than when she had last seen him, but a lot other than physical appearance had changed in those twenty years.

Phil at this age was stiffer, always a stickler for the rules and was appalled at nonconformity in the workplace. To them both in the nineties, rules and levels were there for a reason that was to go unquestioned. But, at the same time, he was more carefree, as Melinda had been too. Under his unflappable work exterior though, Melinda noticed that Phil was still extremely bold and arrogant.

She also kept noticing how his eyes were nearly glued to her chest.

Melinda’s breasts weren’t exactly pushing against the fabric, but the familiar shape was visible, especially with the light gray of the shirt. Her nipples, hardened and poking against the material from the cool air in the apartment were also visible, and blatantly so.

When Melinda crossed her arms under her chest, Phil swallowed thickly.

The absence of a bra was evidently affecting him. The realization sparked something in Melinda, settling hotly in the pit of her stomach and continuing lower as she, in turn, glanced over Phil.  

Melinda had forgotten how attractive younger Phil was.

At this age, he was just getting into suits, especially right before his first big mission with Danvers.

The suit Phil was currently wearing was a black one, tailored to his body. The jacket was gone, but Melinda remembered how it accentuated the slight yet muscular build of his shoulders. Now she could better see how the pants clung to his hips and thigh muscles. In the time she had spent in the shower, Phil lost his tie, and dark brown hair was peeking out from the unbuttoned collar of his white shirt. The sleeves to the dress shirt were rolled up, displaying his strong and hairy forearms. That shade of hair was reflected on the top of his head.

Phil still had a receding hairline but with a little, not much, more hair.

It was styled into a small quaff which always annoyed Melinda, even back in the nineties. There weren’t any wrinkles around his mouth from a perpetual frown or deep laugh lines at his eyes yet, but there was an excited gleam in Phil’s blue eyes that never faded over the years.

Now that she had a chance to really look at him, Melinda felt herself getting inappropriately aroused.

She had been plenty attracted to Phil in the nineties and even before then when they had first met in the academy. Those strong, sculpted arm muscles and slight smolder were the center of Melinda’s fantasies for their academy years and time after that. There was just something about Phil that never failed to get her hot and bothered.

Had she ever acted on her attraction to him? No, she never had. There were mixed signals, time apart, busy missions, then Andrew and the cellist, all which kept them from crossing the boundary line.

But now that Melinda was back in time, back to when just the thought of seeing Phil never failed to make her clench her thighs together, why couldn’t she? Why couldn’t they finally cross that line?

Silence had stretched between them. Phil cleared his throat, eyes darting away from Melinda’s chest and flicking up to her face before shifting their gaze past her.

“Uh,” Phil began, moving to walk by Melinda who was standing before him. “I’m just going to shower too-

As he made the move to walk by, Melinda’s hand darted out, fixing in the fabric of his dress shirt right above his heart.

Phil stopped immediately, eyes wide and mouth open in a question that went unspoken as Melinda stepped to him, right into his space. They were no more than a few inches apart, faces mere inches away from touching.

For a second, they both froze.

Here, Melinda had a chance to do what she had always wanted but never did, but now that she was there, she hesitated. Doubt crept into her mind. Did Phil want her as much as she wanted him? Had he ever?

Her thoughts were interrupted by Phil breathing out, “ _Melinda_.”

Just hearing her name from his lips sent a shiver down Melinda’s spine. Before she could stop herself, Melinda leaned in closer so that their lips were nearly touching. Beneath the sound of her own pulse in her ears, Melinda could hear Phil’s breath hitch. They were so close, teetering right on the precipice of crossing the final line.

“Do you want this?” Melinda asked, pulling back to search Phil’s face. “Do you want me?”

“God, Mel,” Phil groaned. His blue eyes were practically smoldering. “Of course, I want you.”

That was all it took for Melinda to bring his mouth to hers.

Phil and Melinda had shared many kisses together over the years. The majority were on ops where they kissed as a distraction or undercover ones where they were a couple and had to kiss to sell the charade, and even kissed in a few games of truth or dare back in the Academy.

They had never kissed like this before, never with this much passion or lust.

This new way Phil kissed had Melinda’s toes curling on the cold floor. It sent warm heat throughout her body, igniting the pent-up desire Melinda had been harboring for Phil ever since they met. That heat pooled between her legs, causing Melinda to gasp, her mouth opening under his.

Phil took immediate advantage, slipping his tongue into her mouth which caused Melinda to moan outrightly. She didn’t have time to be embarrassed though, because in the next second Phil was the one to groan as she nipped his lower lip. Melinda pulled him closer to her, craving the feel of his body against her own.

Her hands came to his chest before moving to his neck, palms sliding against Phil’s hot skin. The texture of his dress shirt sent another thrill of arousal in Melinda. She cupped his face, pulling him even further against her. Phil went more than willingly, moving his lips from hers, to across her cheek. Melinda’s knees nearly buckled at the feeling of Phil’s lips on her neck. Somehow, he knew her exact pressure points and sought them out, sucking and nibbling the delicate skin. Phil was purely intoxicating, even when his lips weren’t on hers. A whine slipped from Melinda’s throat as he grazed his teeth along the column of her throat.

Phil groaned and moved his mouth from her neck to her ear, nearly growling, “You smell like me.”

“Of course, I do,” Melinda replied. Her breath hitched as Phil’s teeth gently enclosed around her earlobe and pulled. “I used your shampoo.”

He licked the shell of her ear before nuzzling her hair. “It smells better on you.”

Melinda rolled her eyes but reached around to rest her hand on the back of his head, keeping him close as he continued to nibble on her ear. “Has anyone ever told you your dirty talk needs improvement?”

“No,” Phil replied smartly. “They’re usually too busy moaning.”

With that, he began to back them down the hallway.

Melinda went more than willingly, clearing her lust hazed brain enough to pick her feet up so she wouldn’t stumble as they made their way to Phil’s bedroom. Melinda didn’t need to though because with how secure Phil’s arms remained around her, he would catch her before she could start to fall.

As they neared his bedroom, Melinda switched their positions, turning both her and Phil in one easy maneuver that sent his back against the closed bedroom door.

Phil landed with a thud and a breathless _oomph_ which was quickly swallowed by Melinda’s lips on his. Melinda practically devoured his mouth as she kissed him against the door. She just couldn’t get enough of him and never would.

Somehow, Phil managed to open the bedroom door, shoving a hand behind him to fumble with the doorknob as he tried to keep up with Melinda’s kisses. But, it swung open, and they fell into the bedroom. Before they could hit the ground, Phil was moving, staggering with Melinda to the bed which they both collapsed against, unable to contain their laughter.

Melinda laid against the edge of the bed, her legs hanging over with Phil between them. He held himself up over her, and for a moment, Melinda watched him laugh, trying to memorize the sound and how his eyes squinted.

But, then her arousal returned, hitting her full force.

Her hands flew to his chest, tugging at the fabric of his white dress shirt. With one yank, it was untucked from his waistband. “Off.”

Phil chuckled, pulling away to undo the buttons. Melinda tried not to drool as his nimble fingers did so. She also decided not to think about how good they would feel inside of her. “Yes, ma’am.”

With a glare, Melinda pulled her gaze from Phil’s hands to his face. “Really?”

“I couldn’t resist,” Phil defended as he shrugged his shirt off. What remained was a thin white tank top that had Melinda’s mouth going dry. This young, his muscles were more defined, more solid. “How old are you anyway?”

“Haven’t you learned to never ask a woman her age?”

“I’m literally about to have sex with you, my best friend who also happens to be from the future,” Phil said as he undid his belt buckle. Melinda’s eyes never left his hands as they wrapped around the thick belt. “I think that warrants some questions.”

“If you’re good I might answer them later.”

“If I’m good, huh?” Phil chuckled. “What would be considered for me to be good?”

Melinda reached forward, fingers tugging at the waistband of his pants. She looked up at him with a sly smile. “How about you take these off and we find out?”

It took Phil about a tenth of a second to do so, dropping both his pants and boxers in one swoop. Before Melinda could get a good look at his cock, though, Phil was once again on top of her.

His hands were shoving at her shirt, pushing the fabric up to reveal her stomach, and then her breasts. Melinda raised her arms, allowing him to slide the garment off her. No sooner were her breasts revealed, Phil was bending down to pay attention to them. Melinda gasped as his tongue found her nipple, expertly sucking the pebbled nub. Meanwhile, his other hand joined in, twisting her other nipple between his fingers.

Melinda whined as the stimulation went directly to her clit which she could feel throbbing in the confines of her shorts. She had always enjoyed getting her breasts played with, but the knowledge that it was Phil doing so- Melinda moaned.

Phil abruptly pulled back, releasing her nipple from his mouth to smartly ask, “Am I doing good yet?”

Melinda barely resisted the urge to smack him. Instead, she raised her eyebrows and stretched on the bed, making sure her breasts were pushed forward. She gave him a coy look. “Take my pants off, and we’ll see.”

Unceremoniously, Melinda’s shorts were removed.

Unlike his ferocity before, Phil was gentler as he pulled her shorts down, waiting for Melinda to lift her hips to do so. Once they were off though, Melinda arched on the bed, opening her legs invitingly, but when there wasn’t an eager body immediately covering her own, she frowned and pushed herself up onto her elbows to look at Phil.

Everything seemed to slow down as Phil’s eyes darted over her body.

Melinda knew he was taking in the scars littering her skin.

She couldn’t find it in herself to become self-conscious about it, not with Phil. He knew nearly every inch of her but was brought up short by the markings on her body. The Melinda he currently knew had alarmingly fewer scars.

“They’ve faded over the years,” she spoke up, lifting a hand to trail over the scar on her chest from Italy, the same one Phil had glued shut. It was now just a thin white line but visible on her skin.

The rest were like that too, bullet wounds, knife wounds, and burns alike, except for the recent ones.

Phil’s mouth drifted open before closing. He stepped forward, kneeling onto the bed. Melinda scooted back further, now resting against the pillows as Phil settled between her legs. He shifted to lay on his stomach next to her, his head right below her hip.

The intimacy of their position was more intense than any sex Melinda had had before.

The way Phil was staring at her scars without disgust but with pure concern and sadness struck Melinda deep. It felt as if he was trying to understand her, trying to piece together what she hadn’t told him yet about the future and the next twenty years.

Phil shifted, raising one hand from supporting himself to lay over Melinda’s thigh. At the heat of his hand on her bare skin, Melinda felt her arousal begin to return, but she ignored it and followed Phil’s hand with her eyes as it gently explored her skin.

"Mel," Phil whispered, his fingers ghosting over the thick, healing wound on her thigh.

At the contact, Melinda’s thigh muscles jumped beneath his fingers. Phil drew them back quickly, eyes darting to her.

“Be careful,” Melinda warned him. “It’s still tender.”

It was hard to believe that barely a week ago that she had received the wound.

It was still healing and valiantly trying to do so. Jemma had done all she could before the Kree took her. She had to cauterize it since any needles and thread in the future weren’t sterile and to prevent infections living from in the Lighthouses’ environment might have caused. That pain was the worst Melinda had experienced in her life. Phil had been by her side as Jemma performed it, offering his robotic hand to squeeze and whispering to her. He had been the one to help her keep it clean, bargaining anything they had for clean bandages and some sort of antiseptic. Thanks to his care, the wound wasn’t as bad as it could have been, but it still hurt like hell.

“That’s from the future," Melinda said, resting her hand on top of his. She could almost feel the phantom pain her words elicited as she spoke, “A pipe went right through it.”

At the explanation, Phil looked torn. Reaching around, he felt the matching wound on the back of her thigh. His touch only lingered for a second before it was back on the top of her thigh. This time though, Phil had turned his attention onto Melinda’s wrist which still lay on her leg.

His hand over hers, Phil’s brows furrowed as he felt her skin. Gently, he flipped her hand over.

In all the action, Melinda had forgotten about the metric Deke had carved into her wrist. He somehow had missed all the nerves and tendons, so she had mobility, but a thick circle remained. It was healing faster than her thigh at least though still an angry red instead of the white scar it would eventually turn into.

Phil’s tone was thick as he asked, “Is this from the future too?”

Melinda nodded.

Phil opened his mouth to say something but stopped and instead shook his head.

Ever so gently, he lifted Melinda’s wrist to his mouth before pressing a kiss to her tender skin. Against her will, Melinda felt tears pricking at the corners of her eyes, but her emotions shifted in a different, more concentrated direction as Phil’s lips against her skin turned sensual.

Keeping his eyes on hers, Phil moved his lips from her wrist to her thigh, pressing hot kisses and dragging his lips over her sensitive skin.

Melinda shivered at the intimate contact. She had gone much too far without feeling any, and now that she was, Melinda could feel herself getting wetter, almost embarrassingly so.

Phil continued his ministrations, kissing from the top of her thigh to the tender inside of her thigh, switching to kiss her other leg too. By the time he reached where her thigh and hip meant, he could smell her, could almost feel the heat from her cunt on his face. As if he could already taste her, Phil’s tongue darted out to lick his lips.

Hesitantly, he searched Melinda’s eyes, studying her body language for any signs of confliction or discomfort to which he found none.

Instead, Melinda opened her legs, exposing herself to him. At her wordless nod, Phil moved in closer to her dripping pussy.

Melinda had been too tired to shave, but she did have the energy to thoroughly clean. Phil didn’t seem to care about the hair though, as he pressed his nose against her skin. His hot breath fanned out against her skin, across her flushed labia, and over her clit, causing a whimper to slip from Melinda’s lips.

Taking this as encouragement, Phil began to lick her. He stuck the flat of his tongue out to cover her entire pussy in one long swipe, ending with the tip flicking her clit.

Melinda arched beneath him at the sudden pleasure that raced up her spine.

A gasp slipped from her open lips as Phil continued, sucking her labia into his mouth before releasing them to drag his tongue across her slit. Her wetness mixed with the moisture from his tongue as Phil kept licking her, causing obscene noises that had the beginnings of a blush dusting Melinda’s cheekbones.

One particular lick to her clit had Melinda reeling, reaching for Phil’s head between her legs.

There was more hair to grab than she had expected from her fantasies. Melinda's fingers hooked into the fine strands as she pressed Phil's face further into her cunt. He went without complaint, diving face first into her lap with sheer enthusiasm.

Melinda echoed his enthusiasm vocally with whimpers and whines that she would have been embarrassed about if it were anyone else eating her out.

“Yes!” she gasped, thrusting her hips up against Phil’s face.

He only moaned in response. At the vibrations muffled against her slick skin, Melinda arched beneath him, hips pushing against Phil’s face so hard he had to place one arm over her lower abdomen to hold her down. Melinda was normally responsive during sex, especially when she was being eaten out, but never like this. She could hardly contain the moans that slipped from her lips as Phil continued to lick her.

Lifting his other hand from anchoring her thigh back, Phil brought it to her cunt. His fingers brushed against Melinda’s wet folds before the tip of one traced around her clit and then pulled the hood back, so it was completely exposed. Glancing up, Phil’s eyes met Melinda’s above the arm he had thrown over her before his lips wrapped around her clit.

Melinda threw her head back at the sensation of the sudden hot suction around her clit. “That’s it,” she gasped, cursing under her breath as Phil began a rhythm, sucking and then releasing. “ _Oh_!”

Seeing her obvious pleasure, Phil moaned, sucking harder. Letting go of Melinda’s clit, he moved back to her folds, eager to taste her once more. His tongue slid over her soaked cunt before prodding at her entrance and slipping inside.

Melinda automatically tightened around the intrusion, a guttural moan coming from deep in her at the feeling. It had been so long since she last had anything inside of her that wasn’t a toy or her own fingers. Vaguely, Melinda wondered how much better his cock would feel if his tongue felt this good, but her thoughts quickly became incoherent as her pleasure began to build.

“Yes,” Melinda gasped as Phil’s tongue started to thrust, short jabs that had her hips lifting off the bed. “Phil, yes.”

Her orgasm was fast approaching, causing Melinda to arch against Phil’s mouth. The build had started out in the kitchen, most likely even when Melinda had first laid eyes on this younger Phil and was threatening to barrel into her at any second.

Melinda glanced down, her clouded mind making her expect to see thinner hair and wrinkled eyes, but when only younger eyes stared back at her, Melinda came hard with a loud, “ _Phil!_ ”

Her orgasm ripped through her, much more intense than either of them expected as Phil’s arm tightened around her hips. But, Melinda couldn’t stop the almost animalistic way her hips kept moving against Phil’s face as she rode the waves of orgasm. Melinda’s hands stayed in Phil’s hair, clenching so hard her knuckles went white as she held his face against her. Phil made no move to stop and kept licking her through it and moaned as she spilled out against his tongue.

It felt beyond amazing to come that hard or to come at all in such a long time.

Her head spun, her heart hammered in her chest, and Melinda gasped as she relaxed into the bed, hips ceasing their movement. Her head was still spinning, but one coherent thought came to the front of her mind: she had never come that fast or hard before in her life.

Even though Melinda had orgasmed and was rung out from doing so, Phil didn’t move from his place between her legs. Instead, he kissed her vulva and took one hand from her hip to her pussy where his fingers gently played with her folds as she continued to come down from her high.

“God, Phil,” Melinda sighed, a shudder going through her from the last few dregs of her orgasm.

Once her brain began to catch up, she unclenched her fingers from Phil’s hair but kept them there, touching the fine strands almost reverently.

Phil, on the other hand, made no move to take his mouth from her cunt yet and continued to lick her, lapping the rest of her wetness up. His tongue was soft, gently stimulating her even though Melinda knew that after coming _that_ hard she couldn’t come again immediately. Even though another orgasm was a long way off, Melinda’s arousal never abated.

Finally, Phil moved back from her cunt, and Melinda practically melted into the bed at the sight of him. The entire lower half of Phil’s face was glistening with her slick, glinting in the low light of the bedroom. If she could have, Melinda would have come again right then.

"I always knew you had a thing for older women," Melinda said as she tried to catch her breath.

Phil’s eyes were nearly sparkling as he wiped his mouth with the back of his hand before he boldly replied, "I've always had a thing for _you_.”

She ignored how her heart jumped at his words and instead dropped her gaze down to his cock and felt her cunt clench at the sight.

It wasn’t that Melinda hadn’t seen Phil’s cock before because she had. It was inevitable when they were in safe houses together and when Phil streaked across the Academy courtyard on a few dares. It had been soft every time she had seen it, though, never hard, and Melinda found a new appreciation for his cock.

Phil’s cock was flushed pink, and Melinda could practically see it throbbing with how hard he currently was. It was long yet thick, curving up towards his right hipbone as it stood. He was cut which proudly displayed the swollen pink head and the glistening precum that bubbled from the slit.

Melinda felt herself become even more aroused if possible. God, she couldn’t wait to have that thick cock inside of her, but her hands itched to touch it.

“What about you, you cougar?” Phil teased as he moved up on the bed closer to her. His eyes gleamed almost wickedly as he watched the way Melinda’s gaze followed the bobbing of his cock. “Have you always had a thing for younger men?”

Her arousal abated long enough for Melinda to laugh and sit up, reaching for him. “No, just you.”

The second her hand enclosed around Phil’s cock, a curse flew from his lips.

Phil’s hips jumped, pushing his cock further into her grip. Melinda tightened her fist around him, loving the moan that action elicited from Phil. He was silk in her hand, hot, and ever so hard. Melinda’s fingers could hardly wrap around his girth. She clenched her thighs together and ignored how wet that fact made her before beginning to move her hand.

Phil liked long strokes from base to tip complete with a twist at the head. Melinda’s hand soon became sticky with his precum as it flowed from the tip of his cock. Even though her hand never stopped moving on his cock, Melinda’s attention was solely on Phil’s face.

His younger features were screwed up in pleasure, a look Melinda had never seen on him before. At one squeeze to the base of his cock, Phil’s teeth sunk into his bottom lip with a groan.

“Melinda,” He panted. “ _Melinda_.”

Hearing her name from his lips sent a rivulet of wetness down Melinda’s inner thighs. Something about how his clear, young voice wrapped around her name renewed her hunger for him. Melinda played innocent, giving the head of his cock one more twist to see his eyes flutter before asking. “What?”

“If you don’t want me to cum, I suggest you stop doing that,” Phil said, hissing as Melinda ran her short cut nails along the underside of his cock. It bobbed up, smacking his stomach as she let it go and Phil couldn’t hold back the whimper that escaped him.

“You’re right,” Melinda said, leaning forward. Phil’s pupils dilated, becoming wider as she neared closer.

Maintaining eye contact, Melinda knelt and sucked the head of Phil’s cock in her mouth before letting go with a pop. Slowly, she licked her lips before continuing, “I don’t want you to cum yet.”

Before Phil could respond, he found himself being turned and shoved down onto the bed.

He landed, bouncing on his back with the breath momentarily knocked out of him from the impact. But, Phil’s breath was once again stolen from his lungs when Melinda followed, climbing over him. Her lithe body settled against his in a way that wasn’t anything but sensual. Phil swallowed thickly as he watched her.

Melinda swung a leg over his hips, leaning forward to press her hand to Phil’s shoulder as he tried to sit up. “I want you to come inside me.”

Phil nearly came right then.

“ _Melinda_ ,” he hissed. “Fuck.” His hips jerked beneath her, sending his cock right between her legs.

Melinda shifted, so Phil’s cock was between her labia, steadily becoming coated in her wetness. As she began to move her hips, the head of his cock bumped against her clit, causing Melinda to shudder from the stimulation. She was still a little sensitive, but more than ready to have him inside of her.

“Wait-“ Phil gasped. “ _Wait_!”

Immediately, Melinda froze, dread seeping into her veins at the thought of this possibly not being something Phil wanted. She stilled her movements, lifting herself off him. “Phil?”

“We don’t-“ he began but swallowed. “Do we need a condom?”

Melinda nearly laughed but instead shook her head and leaned down to press a kiss to his lips. “No, we don’t,” she said. “Unless you would like to wear one.”

Phil scoffed. “Are you kidding? No way.”

Melinda hid her smile against his lips as she kissed him once more before leaning back up and resuming her place straddling his cock. “Then we’re good.”

Nodding eagerly, Phil groaned when Melinda reached behind her and took his cock in hand, lining him up with her entrance. “We’re most definitely good.”

“Are you going to be talking this whole time?” Melinda asked.

“Why?” Phil asked, hissing in pleasure as the head of his cock slid against Melinda’s folds. “Does it turn you on?”

“You know I don’t like a lot of talking.”

With that, Melinda lowered herself onto him.

Neither of them managed to hold back their moans at the feeling. Melinda gasped, her thighs straining as she continued to take his length inside of her. Phil’s cock was thick, stretching her open, filling her up. It felt better than she had imagined. For a second, both were still, trying to savor the feeling of such intimacy, of such closeness.

Then, Melinda began to move.

She lifted herself halfway up before she sank back down, her pace quickening each time she did. Soon, the lewd sounds of their bodies meeting joined the soft moans and whimpers in the room. Phil’s hands slid from grasping the sheets by his head to Melinda’s hips, pressing into her delicate hipbones. The unexpected pressure made her hips jump and both to moan as Phil’s cock shifted inside of her.  

Leaning back, Melinda spread her legs so that he could have a better view. When she did, Phil cursed, and his hips jerked, pushing his cock further into her. Melinda gasped, losing her balance suddenly, but Phil’s hands caught her, gripping her own in his.

“God, Melinda,” he panted, recovering before resuming his rhythm. Only, it was harder than before. Phil’s cock drove into her almost relentlessly, hardly giving Melinda the chance to catch her breath before he slid in again.

Every nerve ending in her body was alight with sensation as Phil pounded up into her. With each glide of his cock, Melinda could feel herself getting closer. Taking one hand from his, Melinda reached down between her legs, fingers harshly rubbing her clit, knuckles bumping up against Phil’s cock. The wetness from her cunt and his cock soon coated her fingers, making them slip against her flushed skin.

Then, Phil brought his knees up, making Melinda slide forward a bit. When she did, the head of his cock hit a spot inside of her that had Melinda nearly blacking out from the pleasure.

She gasped, trying to form words. “Phil!”

“There?” Phil asked, taking his hand from hers to wrap around her waist, steadying Melinda as she leaned into him. When she nodded with a whimper, he started to move his hips again, driving into her.

Melinda’s head was spinning, unable to process such pleasure after how long it had been. When Phil’s other hand snuck down to her clit and rubbed slightly with his thumb, Melinda’s orgasm barreled into her. She came with a wet gush on his cock; her mouth open in a silent scream, her eyes fixated on Phil’s.

He cursed, and planting his feet firmly on the bed, Phil’s hips snapped against Melinda’s. It was only a handful of thrusts before Phil came, cock jerking inside of her as it pulsed out his release. As it did, Melinda felt the shock of a mini orgasm go through her, and she shivered, feeling her cunt throb as she rode it through.

Phil and Melinda tried to catch their breath, both still in the same positions with Phil’s cock still snug inside of her. Leaning forward, Melinda slung her leg around, hissing as Phil’s cock left her body, and promptly face planted into the bed beside him. For a few seconds, they laid there side by side.

"Think you can go again?"

Melinda couldn’t help the laugh that bubbled out of her at his words. "Think?" She asked, rolling to face Phil. "What about you?"

"You forget I'm only thirty-two," Phil chuckled, stretching out beside her. "Twenty minutes and I'll be hard again."

Melinda raised an eyebrow before easing herself down. "Bet I can do it in ten."

Phil’s softening cock was resting on his thigh, still flushed a pretty pink and glistening with Melinda’s cum. Mindful of sensitivity, Melinda carefully handled him, caressing his silky skin with her hands before pressing her lips to the tip.

Above her, Phil groaned.

Melinda enjoyed giving blow jobs, but she especially enjoyed giving them when a guy was soft. Nothing made her feel more empowered than feeling a soft cock harden in her mouth. Phil was no exception. Within minutes, his cock began to swell and thicken, becoming heavy and hot on her tongue.

She moaned, the sound reverberating against the head of Phil’s cock. His hips jumped beneath her, sending his cock further into her mouth.

“Shit!” He hissed, going to move back but Melinda held him down. “Is- are-“

Melinda lifted off his cock for a moment, keeping eye contact as she licked her lips. “I’m fine, Phil,” she assured him, finding his concern endearing. “I lost my gag reflex years ago.”

At her words reminding them both of the age gaps they currently shared, Phil’s cock jolted against her lips, smearing precum on them. He went to apologize again, but before words could exit from his lips, moans did as Melinda once again covered the head of his cock with her mouth.

Melinda moaned at the taste of precum his cock began to produce. It wasn’t pleasant, of course, it wasn’t, but she found herself enjoying the bitter tang, or more so, the way Phil was beginning to fall apart under her mouth. His head was thrown back, and his eyes squeezed shut under the pleasure she was bringing him. Melinda craved to satiate the building need between her legs. She could just shift and shove a hand down, but instead, she held Phil’s hips down as they jerked once more.

When Melinda was satisfied he was hard enough, she let go of his cock, sitting back on her knees to catch her breath.

Without warning, Phil surged up and pushed two fingers into her. Against his hand, Melinda’s hips bucked, as she was still sensitive from her two previous orgasms. A few curses slipped from her lips at the unexpected touch, but Melinda began to grind down against his hand, now too focused on stimulation to care about sensitivity.

Phil dared to look impressed as he moved his fingers inside of her, obviously hearing the wet sounds coming from between her legs. "Sucking me off got you this wet?"

Melinda rolled her eyes and moved to straddle his waist, pushing at his shoulders. "Just get in me."

Before she could reach back and position his cock, Melinda found herself being flipped over.

She landed on her back on the bed with a surprised huff. Melinda’s breath momentarily caught in her throat as she stared up at Phil’s grinning face above her.

He settled between her legs, glowing with more than just pride. “Finally got you.”

“I’m just tired,” Melinda protested. She lifted her legs, wrapping them around Phil’s slim hips. He settled in the cradle of her thighs, hips touching hers and cock brushing against her lower abdomen. His arms came down next to her head as he moved over her.

Phil smirked, shallowly thrusting against her belly, smearing more precum over her skin. “Sure.”

Melinda shifted her hips, trying to line her cunt up properly with his cock. She wanted him _so_ bad. The head of his cock caught on her opening and Melinda pushed her hips down, trying to get him inside. She succeeded only for a moment before Phil pulled back.

“ _Phil_.”

“ _Melinda_ ,” he parroted, looking down at her with that infuriatingly attractive smirk. The underside of his cock was idly sliding up and down her dripping cunt. “Don’t you remember good things come to those who wait?”

Melinda glared. “I _don’t_ remember you being this insufferable.”

“You love it.”

Melinda didn’t deny it. Instead, she opened her mouth to urge him along, but before she could, Phil was sliding inside of her.

His cock felt even better than before, bigger and thicker somehow. The slight sting of the stretch even though Melinda was ridiculously wet had her thoughts momentarily blanking from how incredible it felt coupled with the pure pleasure his cock brought.

“Oh,” Melinda gasped when he began to move. With each slow, deliberate thrust, she began to open up even more.

Phil groaned, eyes slipping closed for a moment as he sighed, hips still moving. “You feel so good.”

Even though every inch of her was nearly vibrating in pleasure, Melinda managed to make her tone dry, craving to tease him some more. But, her delivery faltered when her breath hitched at the pressure of his pelvis on her clit. “You’re- not too bad yourself.”

A huff of laughter swept over Melinda’s face as Phil leaned forward, planting his hands on either side of her head. His expression was amused as he looked down at her, but as Melinda studied him, she thought cocky would describe it better.

His arrogance, though, and blatant pride shouldn’t have caused Melinda to be as aroused as she was, but it did. She remembered being in the nineties and watching Phil shoot a target in the range perfectly and turn around with a smug smile. It had affected her even then.

“Is that so?” He asked, punctuating his question with a sharp thrust of his hips. It took all Melinda had in her to not gasp. Of course, Phil caught that and smirked. “Seems like you can’t think straight.”

Melinda snorted as she composed herself. Taking her hands from where they were touching her breasts, she reached up, bringing Phil’s face down to hers. “Don’t flatter yourself too much.”

His next presumably snarky reply was lost against her lips. Melinda kissed him greedily, almost hungrily as he continued to move against her. Unlike before, Phil’s rhythm as he thrust into her this time was measures, deeper, and slower. The first time they had been frantic, too overrun with reaching their releases to concentrate on the build to them. Now, Melinda’s mind was clear enough so that she could focus on Phil more than her impending orgasm.

His breathing was steady, blowing across her neck and collarbones in hot huffs that were interrupted by soft moans and sighs. Gently, his nose nuzzled against her cheek, bumping with hers as he placed kisses over her face.

“You’re so beautiful,” Melinda whispered before she could register the words leaving her mouth.

“So are you,” Phil replied without hesitation. “I don’t know what I did to have you here, but I am sure as hell glad I did it.”

Melinda playfully hit his arm, but there was a faint blush on her cheeks. “Dork.”

Taking one hand from the bed, Phil reached down between Melinda’s legs.

His fingers brushed against her sodden folds and his cock before finding her clit. Melinda whimpered, opening her legs further at the feeling of his fingertips against her clit. She closed her eyes at the pleasure, but in the next second, they popped back open as Phil’s fingers stretched the skin around her clit up, exposing the tender nub.

Every sensitive nerve ending there was assaulted with stimulation not only from Phil’s fingers holding their position but from Melinda’s own skin rubbing against her now exposed clit. It was a simple trick, but it certainly worked, especially when Melinda felt herself quickly approaching her climax.

“That’s it,” Phil murmured, his eyes glued to Melinda’s face as he gauged her pleasure. Shifting up, he grabbed Melinda’s calf, lifting her leg to stretch over his shoulder.

The change in angle had Phil’s cock sliding deeper into her, hitting spots inside of Melinda that practically had her brain short-circuiting. She must have gasped her approval, too lost in pleasure to realize, because Phil sped up, practically drilling his cock into her.

Melinda shook beneath him, soft groans slipping from her lips with each plunge of Phil’s cock. Pressure once again began to build up between her legs, centering somewhere deeper in her. Melinda gasped, arching against him. “Phil!”

With his next thrust, the head of Phil’s cock hit a place inside of Melinda that had her vision temporarily going white. All she could utter were moans of pleasure as she began to orgasm once again, but this time more intense. The familiar climb was faster, stronger, and had Melinda squirming against Phil.

Suddenly, the dam broke.

Hot splatters of fluid began to cover Phil’s cock and lower abdomen as Melinda shook beneath him.

"Fuck," Phil moaned, speeding up his thrusts.

Melinda was still squirting, shuddering beneath him as her climax swept through her. The added wetness between them caused the filthiest sounds to fill the room, spurring Phil on as he neared his own climax.

Closing her eyes, Melinda gasped, trying to catch her breath from her intense orgasm. She weakly arched against him as the exhaustion she had been holding off hit her full force. The pleasure Melinda had felt was slowly fading yet she still clenched around Phil’s cock with aftershocks. When Melinda managed to open her eyes, Phil was directly above her, gazing down at her with an intensity that sent her head spinning. Even though her limbs were heavy with tiredness, Melinda reached up and pulled him closer to her. Phil followed, shifting her leg from over his shoulder back down to the bed so she wouldn’t get hurt.

“Come on,” Melinda said, murmuring it out against his cheek.

Phil shivered, but his hips didn’t falter in rhythm as he was getting closer. Keeping one hand on his face, Melinda moved her other hand to Phil’s back, slowly stroking his hot skin. His muscles were tense under her fingers, shifting as he moved against her.

“Come on, Phil,” Melinda urged, her lips right against Phil’s ear. “Come for me.”

With a soft moan, Phil’s hips stuttered before pressing firmly against hers as he came. Melinda felt his cock jerk inside of her as he finished and sighed, kissing the shell of his ear. He shivered, leaning down to rest on his forearms to kiss her. Melinda loved the feeling of Phil’s weight over her and was disappointed when after a few minutes of gentle caresses and kisses, he rolled out of the bed.

Within minutes, Phil returned with a damp washcloth. As he walked to the bed, Melinda noticed that his softened cock was now clean, devoid of any evidence of their lovemaking.

Melinda’s legs fell open as Phil gently cleaned her. When he was finished, Phil tossed the washcloth in the bin next to the side table and laid back down with her, snuggling Melinda close.

"Mel?"

Melinda gave a low hum of acknowledgment, her attention on the mindless patterns she was tracing against Phil’s shoulder.

He hesitated before asking, "What happens in the future?"

At that moment, the future was merely a distant thought, a place in time that didn’t matter in their post-orgasmic haze. But, the words sobered Melinda. Her fingers stilled.

"I'm not sure if I can tell you," Melinda said.

She wanted to tell him, wanted so badly to tell him of the life they would build, the family they would make from a handful of agents, and the lives they would save, but she couldn't. Melinda didn’t know how it would affect the future, or if what they had just done already had. That thought alone was a rabbit hole of possibilities and worries she didn’t want to fall into.

Phil accepted her answer though he was obviously still curious. He always was though, and Melinda smiled fondly, reaching to cup his cheek. She couldn’t get enough of touching him. Maybe it was because she was touch starved from her lonely life in the Framework, or seeking comfort from the past hectic two weeks, but all Melinda knew was that she needed him close.

His skin was smooth under her palm since he had shaved that morning, he always had when they were younger. Turning his head, Phil pressed his lips to Melinda’s wrist again, keeping his tough as light and delicate as possible against her tender skin.

Against her wrist, he murmured, “Is this really a future you want to go back to?”

Nodding, Melinda stroked his face, trying to memorize his unblemished skin, how the spot on his eyebrow wasn’t scarred yet. “I have to.”

"What happened to you?" Phil asked quietly, his voice cracking. His eyes were glistening with tears as they gazed at Melinda, reflecting the sorrow she felt at the question. “Mel?”

“It’s in the past.” For Melinda it was, but for her 90’s self, Bahrain was only a few short years away. “I’ve learned to let it go.”

“But-“ Phil began. “It hurt you.”

It had, and it was the worst pain of Melinda’s life. But, even though she still carried that hurt with her, it lessened each day, morphing into a dull ache with each moment she spent around her team, with each moment she shared with Phil.

“You helped heal me,” Melinda admitted softly, turning his chin to her.

There was a moment where time seemed to extend in a fine, delicate strand between them before breaking. Melinda leaned forward, gently kissing away the tears that had escaped down Phil’s cheeks. His breath was ragged against her, fanning across her face, drying the moisture in her own eyes.

When she moved down to his lips, Phil kissed her back, and for a while they laid there, sharing tender kisses and gentle caresses. Truthfully, there was nowhere else Melinda would rather have been in that moment. As they kissed, she forgot about the future, forgot that once she went back, there was a possibility of _this_ no longer existing. Of course, she and Phil hadn’t had a chance to talk about their relationship and the next step they clearly wanted to take. But, the future was always changing, as they had discovered, so who knew what was ahead for them.

As they finally pulled apart but still were within centimeters of each other, Melinda noticed wetness on her cheeks. It wasn’t from her tears though; it was from Phil’s. He nuzzled her cheek, his lips touching the corner of her mouth.

Wordlessly, Melinda trailed her fingers from his chin up to his cheekbone where she wiped away the tears that had fallen. Phil turned to press his lips to her palm, another tear slipping from his eyes as he did.

There was something so fragile about him still, a piece of him that the job hadn’t yet broken. Melinda knew when it would happen. Her fingers trailed across his smooth, unscarred breastbone. His youth was evident not only by the dark brown hair on his chest but the way he carried himself as if he was invincible. Melinda wanted to protect it, protect him, but she couldn't. There was no way she could do so without drastically altering the current timeline. She was powerless there in the past, and she hated it.

“Go to sleep,” Phil whispered, brushing his lips against her temple. “You’re safe now.”

As if a switch had been flipped, Melinda relaxed against him.

He was right. She was safe there, wrapped in his arms and back in time where there wasn’t danger around every corner or the pressure of saving the world. Right then it was only the two of them in the position they should have been in twenty years before but never were. Part of Melinda wanted to stay awake to savor the moment as much as she could, but her eyes were closing, weighed down from exhaustion.

Somehow even though they were already entangled with each other, Melinda scooted closer to Phil. She rested her forehead right below his collarbone, turning so her cheek would press against his heart. It was beating strongly, the rhythm only slightly different from future Phil’s.

But, it was Melinda’s favorite sound, and within seconds, it lulled her to sleep.

And for the first time in nearly two weeks, Melinda slept through the night. She didn’t dream; her mind was too tired to do so. All that accompanied Melinda through those hours was the steady beating of Phil’s heart beneath her cheek which was the sound that greeted her the next morning.

What really woke her was Phil shifting beneath her. For a second, the cozy warmth of his skin was replaced by a cool draft from the room. Melinda frowned and reached out for him, her sleep ridden muscles weakly trying to pull him back.

“Hey,” Phil greeted as he noticed her waking up. Quickly, he put his watch back on the side table before scooting close again. “Good morning.”

“Hey,” Melinda whispered before breaking into a yawn. She heard Phil’s quiet laughter at the action and playfully poked him before groggily asking, “What time is it?”

“It’s only ten,” Phil said, stroking her back. “You can go back to sleep.”

“I’m already up,” Melinda sighed, shifting. As she did, her thigh brushed between Phil’s legs, right against his hard cock. It was jutting from between his legs and brushing against her thigh. No matter how cheesy it was, Melinda couldn’t help herself as she said, “Looks like someone else is up too.”

Phil groaned. “Please never personify my dick.”

A laugh bubbled out of Melinda before she could stop it. Reaching down, she slid her hand under the sheets and grasped Phil’s cock, giving him a few strokes. “Good morning to you too.”

“ _Mel_.”

When Melinda looked up with another tease on the tip of her lips, the words dried in her mouth at the sight of Phil.

Of all the times she had woken up with him before, getting out of bed and meeting for the extraction time was always the first things on their minds. Melinda had never gotten the chance to lay there and take his freshly woken appearance in.

Phil’s hair was mussed from sleep, the fine brown strands sticking up in all directions. His eyes were a little swollen, and his blue irises were visible but hardly so as his pupils continued to widen with each stroke of Melinda’s hand on his cock.

“You know we still have to get up,” Phil said, his words strained. His hips thrust into Melinda’s hand, stuttering as she tightened her grip.

Melinda raised her eyebrows, curious, but didn’t stop moving her hand. Instead, she reached her other arm down and began to fondle his balls, “Are you going to ask me what I want for breakfast now?”

“I should,” he replied. “I already know what I’m going to have.”

His tone and the exaggerated waggle of his eyebrows indicated what he meant by breakfast. Melinda rolled her eyes. “And you complain when I make a joke.”

Melinda felt herself begin to grow aroused, especially from the still sleepy groans Phil uttered as her thumb rolled against the tip of his cock. She pressed her thighs together, trying to get some friction.

Phil noticed and pressed his hand against her back, urging her closer to him. “Come here.”

When Melinda scooted closer, Phil bent his neck down and rubbed his cheek against her breasts. His newly developed scruff was pleasantly rough against her soft skin, making Melinda arch against him. A high whine slipped from her throat as his lips enclosed around one nipple and his fingers pinched the other one. Her nipples were still slightly sore from the night before, and the ache traveled directly down to between her thighs.

This time, Melinda didn’t want to wait through any more foreplay to have him.

Melinda hitched her leg over Phil’s hip as he continued to lavish attention on her breasts. Her hand directed his cock, rubbing the tip of it against her thigh to urge him and to bring his attention back. Phil withdrew from her breasts, with one last kiss.

Two fingers rubbed at her clit for a moment before moving down to press against her opening. Melinda rolled her hips, urging him forward.

“You’re so wet already,” Phil mused as he pushed his fingers inside of her, thrusting a few times. It was clear Melinda was wet enough as his fingers quickly became painted with her slick. Phil moved them back to her clit, eyes intently watching Melinda’s face as she squirmed under his touch.

She spread her legs, hitching her leg around him higher, urging him forward. Melinda moaned as Phil’s cock rubbed up against her before slipping inside of her.

This time it was slower and softer but none the less intense.

Melinda clutched at Phil, unsure if it were the last time she would be close to him this way. Phil seemed to share that same fear as he held Melinda, pressing kisses all along her chest, trailing them across her collarbones and up to her neck. When he reached her mouth, she eagerly kissed him back, too aroused to care about morning breath.

Phil’s hips rolled against hers, pressing his cock deep into her over and over. Melinda met his thrusts, feeling herself steadily climb to orgasm with each thrust of his cock. When his hip rubbed against her hard clit, Melinda whined, trying to spread her legs more to urge him closer. Eventually, his thrusts grew faster before they were both tipping over the edge, soft cries falling from their lips as they did.

Melinda panted against Phil’s cheek, tilting her head to press her lips against the corner of his mouth as she felt his release inside of her. She kept her leg around his hip, though, intent on keeping his softening cock inside of her for as long as possible.

“Nothing like that kind of wake up,” Phil said, taking his hand from Melinda’s leg and wrapping it around her waist.

Melinda’s brows rose. “You get those kinds of wakeups often?”

“The only ones I want to get are from you,” Phil said smoothly, pressing a kiss to the hollow of Melinda’s throat just to make her breath hitch.

Ignoring the long-term implication behind his words, Melinda extracted herself from Phil’s arms, ignoring his disappointed sigh. “I need to shower,” she said. “I’m filthy.”

“But I like dirty girls.”

“You’re insufferable.”

Phil just grinned, getting up to follow her down the hallway and to the bathroom, not caring that either of them were naked. “You love it.”

Once again, Melinda didn’t deny it.

The shower in Phil’s apartment wasn’t nearly large enough for two people, but Melinda and Phil managed to make it work. They showered together, neither of them willing to yet let go of the tender intimacy between them. There was some toe stepping, cursing, and nearly a few slips that almost sent them both tumbling down, but Phil solved each one by pressing Melinda up against the shower doors.

The frosted glass was cold under her back, a contrast to the steam in the shower and the warmth of Phil’s lips against hers. Water mingled with their kisses as it dripped down their heads, causing them to splutter and pull back sometimes. When they did, Melinda would pull Phil’s face back to hers and pepper kisses all over his face. She couldn’t get enough of him, especially not when he was dripping wet and glistening under the harsh light of the bathroom.

Soon, though, they got out of the shower, shivering from the cool air before putting on robes. Melinda followed Phil into the kitchen, the pair of his socks she had on slapping against the wooden floors from how large they were on her feet.

“What would you like for breakfast?” Phil asked as he peered into the refrigerator.

Melinda still had the disgusting dry, metallic taste of the nutrition pellets they were fed in the future on her tongue at the mention of food. “I’ll eat anything.”

Anything turned out to be blueberry pancakes with a side of eggs and sausage, a traditional Phil breakfast. Melinda ate, reminding herself not to shovel the food into her mouth like she wanted to. She forced herself to take small bites to reacclimate her stomach to actual food and proper portion size.

“Coffee?”

Melinda glared.

Phil chuckled, pouring the dark, acrid liquid into his mug. “After all those years, you still don’t like it?”

“I never will,” Melinda replied. “Don’t expect to kiss me after you drink that.”

Phil paused halfway in lifting the cup to his mouth. “Seriously?”

In reply, Melinda only ate another bite of pancakes.

After a while, breakfast was done, the dishes were put into the dishwasher, and they went to get dressed. It was difficult keeping her hands off Phil, Melinda realized. All she wanted to do was take him back to bed and have him again, but logically, she knew she couldn’t. She had to go to the base to get back to the future, even if she itched to peel off the suit Phil had just put on.

As for Melinda, she redressed in the pajamas he had given her the night before. This time, Phil didn’t try to hide the way his eyes took in her form. The shorts were tiny on her, stretched around her hips and clinging to her thighs, and as they were walking out of his bedroom, Melinda couldn’t resist and shook her ass.

The squeal that left her lips at the feeling of the sharp smack on her ass had Phil laughing. “Really?” Melinda demanded, biting back a smile as she watched him.

“Really,” Phil said. “If it were up to me, I would have you right now against this wall, but we have to get going.”

The thought of being pressed up against the wall with Phil’s cock driving into her caused Melinda’s throat to go dry. “We could be late.”

Phil laughed again as he walked by her down the hallway. “Come on.”

The shoes Melinda slid on were actually an old pair of hers that she had apparently left over as well. She watched as Phil pulled a jacket from the closet next to the front door and shrugged it on before closing it. Now that Melinda noticed, it was cool by the front door, and it wasn’t from the air conditioner. Her nipples began to stiffen from the change in temperature.

Melinda glanced down at her chest. Just because she had been more exposed in front of Fury before didn’t mean she wanted to be again. “Um-“

His eyes followed hers. “Hmm?” When Phil’s gaze landed on her chest, he paused for a moment, as if he didn’t understand what she was trying to hint at before his cheeks colored. “ _Oh_. Hold on.”

Phil leaned in the coat closet before holding out a jacket to her. “Here.”

Taking the thick material in her hands, Melinda shrugged the jacket on. It nearly swallowed her up, sitting loosely on her smaller frame. The black fabric was familiar, adorned with the white Shield logo and a tiny red stitched P on the sleeve that Melinda would recognize anywhere. It was Phil’s jacket he had received upon graduating from the Academy. Melinda had one too, but she had stolen Phil’s too many times to wear hers. Her fingers paused as she zipped up the jacket, Melinda knew how much it meant to him.

“Are you sure?”

Phil smiled, his eyes warm as he watched Melinda push up the long sleeves. “Yeah.” Looking away, he shook his head before grabbing his keys. “I don’t think Fury would really want to see your nipples again.”

“Why?” Melinda asked, crossing her arms under her chest. “Aren’t they nice?”

“Wh-Of course they’re nice,” Phil insisted, stumbling over his words under her scrutinizing glare that he hadn’t realized she was teasing him with. “They’re beautiful, in fact, and-“

When Melinda couldn’t hold back the laugh she had since he began speaking, Phil’s face morphed from embarrassment to shock. 

“Really?” He asked above her laughter. “You’d think I would realize by now when you’re joking.”

Melinda was still softly chuckling as she stepped out the door when Phil opened it. “You’re never going to.”

Phil’s astonished _what?!_ had her laughing all over again.

It was cold out, something Melinda hadn’t noticed the night before, but that her bare legs did. Phil immediately turned the heat on in his car as soon as they got in, nudging the vents over to Melinda who shivered.

“Do you want to stop for some co- tea?” Phil asked, glancing at her as he began to back out of the driveway.

Melinda turned to him, asking almost exasperatedly, “We can be late for that but not because of sex?”

“We just showered!”

“We could have showered again.”

“Then we would be _really_ late,” Phil said, as if it was the worst thing in the world. He had always hated being late though and was definitely one of those people who would show up to an event fifteen minutes to half an hour early for no reason. “I couldn’t get promoted to Level Five if I was _late_.”

“For a good reason,” Melinda pointed out, enjoying messing with Phil. “Am I less important than the job?”

“What? No!” Phil spluttered, his head snapping over to her for a second before refocusing on the road ahead of them. When they came to a stop at a busy intersection, he turned to her. “You’re way more important.”

“If I were more important, you would have fucked me again.”

“ _Melinda_.”

Everything from waking up, to bickering in the car felt startlingly domestic and right even. Melinda knew this life was what she wanted, and she wanted it with Phil. Her technically future Phil.

Soon they reached the Lighthouse, having to go through multiple security details to do so. It was surprisingly advanced in technology for it being the nineties, so those details were done by machines. There were no other agents there aside from Fury who greeted Phil and Melinda as they entered the base.

“So, Agent May,” Fury’s voice echoed off the walls. “How exactly did you get here?” he asked. “And more importantly, how do you get back?”

“I came through a monolith,” Melinda told them simply. “There has to be one here somewhere.”

Together, Phil and Melinda searched the Lighthouse, going through every storage room.

It was tedious because nearly every other room in the base was a storage room. Phil and Melinda went level by level, side by side as they always had. Melinda found herself falling back into the familiar routine of being with Phil, even if they weren’t on a mission. She was always one step ahead of him, instinctually scouting for danger even though there wasn’t any. Every time her arm brushed up against his, Melinda itched to reach out and slip her hand into his, but she didn’t. Instead, she remained as close as possible to him without touching.

The search seemed to go on for hours. Each time they went through a room only to find it devoid of a monolith, Melinda couldn’t help the discouragement she felt. She began to get antsy, worried that whatever time portal she was sent through was about to close. The monolith was her only way back to the future, back to her family. She _had_ to get back.

“Hey,” Phil’s voice broke her thoughts. When she glanced over to him, his gaze was assuring. Reaching out, he took her hand in his, squeezing it. “We’ll find it.”

Melinda could only nod in reply and didn’t take her hand from his grip as they went to the last few rooms. The first one was only what looked like a pantry with boxes of food that Melinda didn’t want to think about how old they were and random cleaning supplies. The next room though was full of containers and cases, large dark ones that were piled on high shelves. It had to be this room.

Dropping Phil’s hand, Melinda hurried over to see past the shelves and stands. When she reached the small clearing in the room, she came to a halt as she stared before her.

There the monolith stood in a glass container, pristine and white, glowing threateningly under the artificial light. It was alone, standing against the back wall., and in the condition Melinda had seen before she was thrust into the future.

“Is that it?” Phil asked, staring at the monolith in awe.

Melinda nodded. “That’s it.”

Phil radioed Fury, and within minutes he was joining them in the room. His one eye viewed the monolith, unimpressed.  

“That’s it?” He asked. “That rock caused all this trouble?”

He had _no_ idea. Melinda could tell them about the other monolith they had encountered, the black one that had ripped Jemma away from them and onto another planet, but she didn’t. All Melina wanted to do was go home. Now that the possibility was so blatantly before her, Melinda’s worries for her team came flooding back fresh into her mind.

“You should leave,” Melinda said, looking at both men before her. “It could take you too.”

“As much as I’m curious about the future I sure as hell don’t want it to be here yet,” Fury said. His one eye studied Melinda before he inclined his head in farewell. “Safe travels, Agent May.”

“Thank you, sir.”

With that, Fury left the room. The door closed behind him with a definitive slam. Silence descended onto the room, blanketing both Melinda and Phil.

“Are you sure you want to go back?” Phil asked, looking between the monolith and Melinda.

“I have to.”

He nodded and opened his mouth to say something but instead closed it, shaking his head. Phil stepped back, and Melinda felt the hope she had disappear. He had something he wanted to say but didn’t. That was clearly a trait that he kept through the years.

“You should go,” Melinda tried to keep her voice light as she walked up to the monolith. “You need to stay here.”

“You’re right,” Phil agreed. He kept his eyes on her for a moment longer before turning back, moving to the door. As his hand enclosed around the handle, Melinda turned around.

“Phil, I-“ Melinda began, but the words caught in her throat. “Be safe.”

With that, Melinda unlatched the glass door.

As if sensing she was there, the rock liquefied slightly before solidifying again. It did so again, faster each time. It was time to go home. Right before she heard the now familiar whooshing noise of the rock, Melinda glanced behind her one last time.

Once again, Phil was the last thing Melinda saw before the rock liquefied and swept over her.

The next thing she knew, Melinda was thrust back into reality with the same crackling noise and sudden burst of light.

She stumbled under the force, feet hitting the cold cement beneath her. Quickly though, Melinda balanced herself. Ignoring how the landing had sent pain up her leg, Melinda lifted her head to take in her surroundings. Like a punch to the gut, she was greeted by gray walls, short ceilings, artificial light, and exposed pipes.

Melinda was back in the Lighthouse. _Again_.

But, before frustration could enter her mind, a familiar voice broke the silence, ringing with certainty around the room.

“Melinda!”

Turning, Melinda only got a glimpse of her team a few feet away before her vision was blocked by Phil. He strode toward her, the furrow of his brow giving away how concerned he was. Phil hair was thinner, grayer, the lines around his eyes and mouth were back, and there was a certain tiredness in his eyes that wasn’t there before. This was her Phil.

Relief was the only emotion Melinda felt as Phil neared her, and from the look on his face, he felt it too. Melinda expected the next thing to be his arms wrapping around her in a hug, but it never came. She was left with a longing and disappointment as Phil only stood inches before her instead.  

Phil looked her up and down, his eyes darting over Melinda’s form. “Are you hurt? Where-“ he paused, focusing on the logo of her jacket. Recognition dawned on his features. “What are- is that-?”

“Yeah,” Melinda answered his unfinished questions simply. The Shield logo from the 90’s was chunky, unpolished and clearly recognizable to Phil. “Apparently that thing decided to send me back in time further than all of you.”

There was a pause before a burst of questions.

Jemma was asking how that was possible, as if Melinda would know. Elena was asking if she was okay. Daisy wanted to know where exactly she went, but Phil was quiet, studying Melinda as his younger self had done mere moments ago in the past.

Melinda wondered if what she had just done with the younger version of him had altered the current future. Did he remember anything from that one night they had shared? Phil gave no indication that he did, and Melinda’s heart foolishly sank.

But, then Phil was smiling. “I’m very glad you’re back.”

Melinda copied his smile, feeling her pulse pick up just the slightest. “Me too.”

That brief moment they had shared was broken by the rest of their team. Daisy was pulling Melinda into a hug while Jemma was demanding where she had gone and what she had done. Mack made another joke about leaving Shield and Fitz was murmuring about how he never wanted to see another monolith again.

Even though Melinda had more than enjoyed her brief time travel trip, she enjoyed being there with her team, her family even more.

She was more than happy to see they were all there and safe from their return from the future. Unlike her, none of them had gone back further in time. They led her from the room, telling her about the new base they were currently in. Melinda had to force herself not to laugh when she finished each one of Daisy’s sentences as the young woman tried to surprise her with knowledge about the base. Unlike the Lighthouse in the nineties, this one was loud, full of the voices she loved and the one person she had gone back in time to see.

For a moment, everything was right, but then Melinda learned that Phil was dying and suddenly everything wasn’t.

**Author's Note:**

> thank you so much for reading! there will be a second part to this fic, so make sure you keep an eye out for it, and you can always find me on tumblr at agentmmayy for updates :)


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